A proposal to pay in crypto assets usually arrives from a foreign counterparty as a convenience option, but in Vietnam it touches a line that has never been opened: crypto assets are not a lawful means of payment. Resolution 05/2025/NQ-CP opens a trading market for crypto assets on licensed exchanges settled in Vietnamese dong; it does not give crypto assets a payment function for goods and services. This article explains the basis of that line, lists the concrete legal and tax risks an FDI enterprise carries when accepting payment in crypto assets, sets out how to handle an amount already received, and gives the contract clause that lets the enterprise refuse the method safely without damaging the commercial relationship.
Why it is not permitted: recognised property is not a permitted means of payment
The most common confusion equates two different legal statuses. Digital Technology Industry Law 71/2025/QH15 recognises digital assets as property, meaning they can be owned, inherited and traded inside the permitted framework. But lawful means of payment in Vietnam comprise only Vietnamese dong and non-cash payment instruments through the banking system under the foreign exchange ordinance and State Bank monetary management framework.
The distinction is highly practical for an FDI enterprise: inside the pilot framework it may buy and sell crypto assets as an asset through a licensed exchange, but it may not issue a sales invoice denominated in a token, may not accept tokens to set off trade contract debts, and may not pay salaries or suppliers in crypto assets. Any repackaging attempt, such as selling goods at a nominal one-dong price and receiving the balance in tokens, is still read by its payment substance and treated as use of an unlawful means of payment, with tax reassessment of revenue at real dong value.
Risks when a counterparty proposes it and handling an amount already received
When a counterparty proposes crypto-asset payment, risk arrives in four layers. The legal layer is the administrative sanction on means of payment described above plus the risk that the payment method term is declared partially void in a dispute. The tax layer is that revenue must still be recorded in dong at the value of goods and services, while the enterprise holds no lawful bank payment evidence for the money flow, opening an explanation gap when the tax authority reconciles invoices with statements.
If the enterprise has already received crypto assets, the remediation path should run immediately with counsel: stop any further similar transactions; record the event truthfully in internal files including the value of goods delivered, the type and quantity of assets received and both wallet addresses; move the assets to a lawful channel by selling on a licensed pilot-framework exchange once operating and record the dong proceeds into the enterprise bank account as the basis for revenue booking; declare and pay tax on the full transaction value as a money transaction; and keep an explanation file ready for the tax authority and the servicing bank. The enterprise must not paper over the event with false payment documents or disguised loan contracts, because those layers convert a remediable administrative breach into fraud exposure.
A contract clause to refuse safely and keep the commercial relationship
The cheapest protection is a payment-method clause drafted in advance into every contract with a counterparty capable of proposing crypto assets. A qualifying clause contains: the sole payment currencies are Vietnamese dong or foreign currency by bank transfer under foreign exchange rules; a ban on payment in crypto assets, digital assets or any value outside the lawful payment system, with any value received outside banking channels not counting as valid payment until converted into money through a lawful channel into the enterprise account; the enterprise right to suspend delivery when the counterparty unilaterally transfers crypto assets in place of money; and the counterparty undertaking to bear all costs and losses arising from a wrong-method payment.
In negotiation the enterprise should present the clause as a Vietnamese legal compliance requirement rather than a private preference, with a workable alternative for the counterparty: ordinary bank transfer payment, or, if the counterparty genuinely wants to use value currently held as crypto assets, the counterparty sells those assets on its own lawful channel and remits money to Vietnam through a bank. That presentation preserves the commercial relationship, moves the entire crypto-asset step to the counterparty side and outside the Vietnamese enterprise risk territory.
Frequently Asked Questions
Why may an FDI enterprise not yet accept contract payment in crypto assets in Vietnam?
Because a crypto asset in Vietnam has the status of property under Law 71/2025 but is not a lawful means of payment: means of payment comprise only Vietnamese dong and payment instruments through the banking system under the foreign exchange and monetary framework. Resolution 05/2025/NQ-CP also permits crypto-asset trading only on licensed exchanges with Vietnamese dong as the mandatory money leg, and opens no right to use crypto assets to pay for goods and services. Accepting tokens to set off a contract debt is therefore use of an unlawful means of payment, regardless of the parties agreement in the contract.
If a counterparty proposes payment in crypto assets, what legal and tax risks does the enterprise face?
The enterprise faces four risk layers: an administrative sanction for using an unlawful means of payment under Decree 88/2019/ND-CP at conduct-frame level; tax risk because revenue must be booked in dong while lawful bank payment evidence to reconcile invoices is missing; accounting and foreign exchange risk from token price movement and value flows outside the banking system; and anti-money laundering risk when receiving value from a wallet of unclear ownership. In a dispute, the crypto payment term also risks being declared void as to payment method.
If the enterprise has already mistakenly received crypto assets, how should it handle, book and regularise them?
The enterprise should stop similar transactions at once, record truthfully in internal files the value of goods, the type and quantity of assets received and both wallet addresses, sell the assets on a licensed pilot-framework exchange to bring dong proceeds into its bank account as the booking basis, and declare and pay tax on the full transaction value as a money transaction. It must never regularise with false documents or disguised contracts.
What contract clause helps the enterprise refuse payment in crypto assets safely?
The contract needs one payment-method clause containing: acceptance only of Vietnamese dong or foreign currency by bank transfer under foreign exchange rules; a ban on payment in crypto assets, with any value received outside banking channels not counting as valid payment until converted into money in the enterprise account; a right to suspend delivery when the counterparty unilaterally pays in crypto assets; and the counterparty undertaking to bear costs and losses from a wrong-method payment. Present the clause to the counterparty as a Vietnamese legal compliance requirement and propose that the counterparty sell its assets on its own lawful channel and remit money by bank transfer.
FLAT Law Firm drafts the payment clause and remediates amounts already received for FDI enterprises
A crypto-asset payment problem is always cheaper when blocked at the contract clause, and always costlier when explained to the tax authority after tokens have entered a wallet. FLAT Law Firm drafts standard payment-method clauses for FDI enterprise sale and service contracts, reviews running contracts with open payment terms, and designs a remediation path for amounts already received on the basis of truthful declaration and bringing the money flow back into banking channels. Enterprises currently facing such a proposal from a counterparty may send the relevant contract for advice before the next payment date.
